UhNO
by pan2dapan
Summary: Just a friendly game of Uno....
1. The Game

**Title:** U(h)NO  
**Characters/Pairing(s):** Ben/Kevin  
**Word count:** We're suppose to count these things? Damn.  
**Rating:** First part is totally Teen, after that, I'm in MATURE ONLY, FOOS!  
**Summary:** Just a friendly game of Uno....

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"So what do I get when I win?" Kevin Levin took off his muddy boots at the base of the stairs that lead to the interior of the Rustbucket.

"What do you mean? We're just playing Uno, Kevin-_-And HEY! Who said you're gonna win_?" Ben Tennyson yelled as he pulled down a box from one of the higher cabinets in the kitchenette, filled with various card games, dice, and other assorted game pieces.

"Whatever, Tennyson. Just plain Uno is boring. What are we playing for?" The pale boy ascended the steps and stood behind the shorter boy.

"It's not worth playing if I can't win anything good from it."

Fumbling through the box, Ben pulled out the slightly battered stack of cards. "I dunno. I have some Sumo Slammer cards and some candy I think..."

Kevin quirked an eyebrow at the brunette. "If I wanted Sumo Slammer cards, I would just steal them. Same goes for candy. How about we play for something worth me coming all the way out to B.F.E."

Ben led the way back to the sleeping area and sat down on the bottom bunk, "What do you wanna play for?"

Kevin sat down across from him, resting his head on his palms, "I think it should be something important."

The younger boy cut the deck and started shuffling the cards. "And that would be..."

The mutant just smiled. "You'll see."

The cards were dealt with that.

"Draw _twelve_, runt."

"WHAT? You can't do that! You can't put another Draw Four on mine!"

The raven-haired boy laughed heartily. _God, he was having fun smoking the young hero at this game_. "Yes, I can. Stop being such a frickin wuss and draw the damn cards."

Ben begrudgingly drew the large amount of cards. "You're an ass, Levin. A _serious_ ass."

"Well, I do what I can."

The game continued on like that for a while, Kevin forcing Ben to draw lots of cards, just barely reaching Uno before Ben hitting him with a few Draw Twos. The stack of cards ended up being recycled a couple of times even.

Finally, it was down to five cards in each player's hand. Droplets of sweat glistened on each boy's face as he stared into the other's equally piercing eyes. It was Ben's turn. Staring down at the cards in his hand, the very fate of the game held in the multicolored paper harbingers of doom. Finally selecting one, he laid it down on top the small mountain in front of them. A yellow seven. Safe.

Kevin smiled as he nonchalantly placed his last yellow, a five down on the pile and sat up a little straighter.

Ben's fingers toyed with the cards as he planned out his next move. He could change the color with his green five or lay down his last Wild card. Floundering between the decision for a few moments, the brunette played the green five.

"Oh, you're so _boned_ now, Tennyson!" Kevin roared with laughter as he played his combo: a green Skip card, then a red skip card, and finally his last card in the turn, a Draw Four Wild before shouting, "**UNO**, BENJI! COLOR IS GREEN."

All the young Tennyson could do was gape at his frienemy. "Buh, buh, how? I mean, how? YOU'VE BEEN HOLDING OUT!!! ASSHOLE!"

Regretfully abandoning his victory cabbage patch, Kevin laughed at the ten-year old. "I'm just better at this game than you, Tiny. Now play your damn card."

After thinking for a moment, a smile broke out across Ben's face. Dramatically, he slammed down his card, a Wild. "I want the color to be BLUE!"

At that moment, Ben knew somehow that he had made the gravest mistake in his short, short life.


	2. The Prize

**Title:** U(h)NO  
**Characters/Pairing(s):** Ben/Kevin  
**Word count:** We're suppose to count these things? Damn.  
**Rating:** MATURE LIKE A MOTHERFUCKER.  
**Summary:** Just a friendly game of Uno....

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"I. WIN." Kevin declared as he laid down his last card, a blue two on the rest of the cards.

Ben sat there speechless for a long moment as Kevin stared at him, smiling the most impish grin he had ever seen.

Suddenly, as Ben sat there unaware, Kevin pounced, pinning the smaller boy to the bed.

Snapping out of his reverie, acid green eyes stared widely into scheming brown ones. "What are you doing, Kevin?"

"Taking my prize, that's what."

"What is your prize exactly?"

"_You_, stupid."

"I'm not gonna be your slave and wait on you and stuff!" Ben pushed on Kevin uselessly to free himself.

Leaning down, Kevin's face was only millimeters away from Ben's own. "While that's a good idea, that's not exactly what I want." For a tense moment they remained like that until Ben closed the distance between them accidentally. The two sets of lips connected in barely a kiss, but shivers still spread up both spines. Kevin pressed down a little more, his hands moving to Ben's cheeks, cupping them, deepening the kiss.

Ben's head was spinning madly. _He hadn't meant to kiss Kevin! He was just shifting on the bed a little. Stupid jerk for being so stinking close._ His hands automatically moved to Kevin's wrists, lifting his head just a little, reciprocating the contact between them.

Finally, Kevin pulled away, panting, with Ben trying to reconnect their mouths futilely by raising his head. The older boy laughed at the panting Tennyson. "You liked that, did you?"

Ben looked away, a furious blush blossoming on his already pink cheeks.

The mutant gently turned the young hero's face back to his own. "You're so cute when you blush, Benji." And as Ben opened his mouth to fire an insult, Kevin kissed him again, using Ben's open mouth as an advantage and plunged his tongue in. At first it seemed that the brunette didn't know what to do about the invading organ, but curiosity overtook him and he flicked his tongue out to meet the other. It was strange, but Ben decided quickly that he liked it, his hands fisting themselves in raven hair and pulling Kevin closer to him.

"H-hold on...a sec...I need t-to breathe..." Kevin smiled, his hands busying themselves with Ben's shirt, lifting it up and off of its owner. He bent down and placed light kisses down the tanned flesh, nipping at the collarbone and finally making his way down to Ben's chest. Kevin flicked his tongue over a nipple, and egged by the gasp he received, took the sensitive bud into his mouth. Then his hand slowly moved to the waist of Ben's pants and unfastened the button. Next came the zipper, Kevin switched to the other nipple, lightly worrying it with his teeth, Ben moaning in pleasure.

Ben looked down at Kevin. The boy hadn't realized how gentle his rival could be, his touches faint and totally maddening against his heated flesh. _When did they cross this line? Why hadn't they done this sooner? Why do I even care?_ Biting his lower lip, he watched as Kevin pressed his hand against the rising bulge in his pants, quickly sucking in air at the delicious sensation.

"You're awfully excited, Benny-Boy. You want I should take care of _this_ for you?" Kevin asked as he snaked his hand beneath the layers of fabric and wrapped his hand around the younger boy's rising erection, eliciting a moan from it's owner.

"Holy crap, Kev..." Ben gasped, his hips bucking into Kevin's palm.

The mutant stroked the turgid flesh, licking and nipping his way back up the hero's neck, all the while Ben was a writing mess beneath his ministrations.

Suddenly Kevin stopped, Ben whimpering and looking at him in distress. Tugging at Ben's earlobe, Kevin took his hand out of Ben's pants. "Those pants. Are coming off. _Now_." The raven haired boy moved down and pulling at the fabric, all but ripped it off of the other's small form.

Now fully naked, Ben sat up and grabbed the bottom of Kevin's black shirt. "I'm not gonna be the only one buck naked around here!" With that he forcefully yanked the offending cloth over Kevin's head and chucked it onto the floor. Then he moved to Kevin's shorts. "These too." After a moment of fumbling with Kevin's belt, the older boy shooed away Ben's bumbling digits and removed his pants himself, tossing them over his shoulder to join it's mate on the floor.

Briefly they studied each other's nudity, noting they both had the same raging erections. Laughing, Kevin pointed at Ben, "Mine's bigger!"

Covering his lap with his arms, Ben glared at the mutant, "Shut up, asshole!"

"Nice comeback, twip."

Ben opened his mouth once again to offer a rebuttal only to have Kevin silence him with a kiss.

After finally breaking apart again, "Would you let me finish a damn sentence?!"

"Sometimes," With that Kevin pinned him to the bed again, his leg rubbing against Ben's dripping member, a moan escaping parted lips. "But I'd rather hear you moan than speak, Benji." With the emphaised word, the mutant ground against the metamorph, the sensation causing both to groan. Kevin kissed Ben again, a chaste one, much to the younger's chagrin, and placed butterfly kisses down the boy's tanned chest, stomach, around his belly button [which made Ben laugh] and down to his cock, flicking his tongue over the tip.

Raking his tongue from base to tip, Kevin finally took it into his mouth, Ben arching up into him. The raven haired boy held the other down by his hips to keep him down and continued his work. Gently dragging his teeth along the sensitive flesh up to the top, Kevin sucked on the crown and drove it into the back of his throat.

Ben couldn't do anything but writhe on the bed and try very very hard not to buck into Kevin's cranium. But it was so so hard. Kevin's mouth felt so good, so foreign. How Kevin learned to do this, he wasn't sure, but he felt amazing. This was the most odd yet so wonderful of experiences, his stomach burning (even though he didn't have any spicy food today), growing tighter. It felt like he was climbing something...

Ben's vision went white briefly as he came violently into Kevin's mouth.

The mutant swallowed every drop, bringing himself back up to face the metamorph. He kissed the corner of his mouth and smiled. "Was that good?"

Panting a little bit, Ben nodded in approval, smiling weakly.

"Good, but now comes the main event."

"Huh?"

"You'll see. Now suck on my fingers." Kevin offered the digits and Ben looked at him questioningly before taking them into his mouth and sucking on them. Kevin moaned at Ben's skilled little tongue. "Good." He removed his fingers and kissed Ben again, opening the brunette's legs and pressing his index finger against the virgin entrance.

"WHAT THE CRAP ARE YOU DOING?!" Ben practically sat straight up.

"Just shut up and relax. You'll like it, but it's gonna hurt at first, that's why I gotta do this." He kissed the other again, keeping him silent as he pressed the finger inside. Ben tried to back away, but Kevin held him there, kissing him harder. He slowly moved the finger in and out, going further as the puckered flesh stretched around him, inserting a second finger and repeating the process until he had his ring finger inside of the metamorph.

At last Ben had gotten used to Kevin's fingers and started to buck against them. Suddenly Kevin removed them and sat up.

"Will you quit stopping like that? It's annoying!"

Kevin smiled as he spit into his hand. lathered the fluid onto his own arousal, and settled in between Ben's legs. Leaning down, he nibbled on Ben's lower lip, pressing the head of his cock against the other's stretched hole. "I'm going in slowly, try to relax..." Kevin tried to reassure Ben as he slowly penetrated the metamorph.

Even with all of Kevin's careful "preparation" this had to be one of the most painful things Ben had ever experienced. Well, short of that time he broke his arm, but only just by a little. The brunette seethed through his teeth as the mutant slowly, inch by inch drove himself into the other. Finally they rested flush against each other.

"Are you okay?" The raven haired boy planted a open-mouthed kiss on the tanned boy's neck.

"It feels weird, and it hurts a little."

"I promise that it won't soon..." And with that, Kevin pulled out a bit and thrust back in, slowly building a rhythm.

Ben bit his lip, he hoped Kevin was right, and had his hands firmly laced in the dark locks of his lover. He started to move in tune with the other, basic carnal knowledge driving his motions.

"God, Benji..." Kevin looked up into those acid green eyes, hoping that their owner was feeling as awesome has he was. He thrust a little harder into the small boy, nipping at his tender neck.

The metamorph's hand lightly touched the mutant's cheek offering reassurance when his back arched suddenly as Kevin hit that sensitive knob of nerves inside of him. Moaning loudly, he clutched onto the pale boy tighter, "Right there," he whispered, "...again."

Taking his cue, Kevin pulled one of Ben's legs around his waist and thrust into him faster and harder, hitting that spot many times. Reaching in between them, he took hold of the young hero's forgotten arousal and began to pump it in time with his thrusts.

Ben was astounded by the all sensations attacking him at once, the at first uncomfortable but now loved feeling of Kevin inside of him, the skilled ministrations of his hands, and that amazing wave that hit him when the other moved just the right way. His stomach was doing that odd burning/tightening thing again, like it did just a short time before.

Kevin pumped harder on Ben's erection, feeling his own climax racing toward him, and wanting the other to join him. Moving faster and harder still, the mutant felt the brunette suddenly tense all around him, coming hard into his pumping hand. Giving a last couple of thrusts, he was hit with his own much welcome climax.

Pulling out and rolling them over onto their sides, Kevin held Ben close to his chest, pressing light kisses into sweat drenched hair. "So, what did you think?"

Ben, still panting from the exertion, looked up into Kevin's brown eyes and grinned. "Maybe I should let you win more often."

Pulling back a little from the brunette, "What do you mean, let? I won fair and square!"

"Well, I let you win, is all." Ben smiled sweetly at the flabbergasted boy.

Sitting up, Kevin poked Ben playfully in the arm, "Fine. I want a rematch! To see who really is the best!"

Laughing, Ben grabbed Kevin and pulled him back down next to him. "Fine. But I want a nap first. And. Same wager applies."

"You're on, dweeb." Kevin smiled and kissed Ben before the younger boy cuddled closer to his chest and the two of them fell asleep.

-end.

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AN: This is the first fic I've ever finished. So um yay. I'm not sure if I'll write more, I just kinda do this when ideas won't leave me alone.....

Thanks for reading!


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